


Don't Stand So Close To Me

by BeniciHOE, yellowdress



Category: Star Wars - All Media Types, Star Wars Sequel Trilogy, Star Wars: The Force Awakens, Star Wars: The Last Jedi - Fandom
Genre: 21 Questions, Alternate Universe - Student/Teacher, Attempted Seduction, Ben Solo Needs A Hug, Confessions, Dorkiness, F/M, Female Masturbation, Masturbation, Mood Shift, Mutual Pining, Sexual Fantasy, Sexual Tension, Teacher-Student Relationship, They need to get their shit together, Unresolved Sexual Tension, jerking off, watching porn
Language: English
Status: In-Progress
Published: 2018-12-08
Updated: 2018-12-22
Packaged: 2019-09-14 08:10:03
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 6
Words: 13,310
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16909311
Author URL: https://archiveofourown.org/users/BeniciHOE/pseuds/BeniciHOE, https://archiveofourown.org/users/yellowdress/pseuds/yellowdress
Summary: Rey Kenobi signs herself up for a semester of Dr. Ben Solo’s Advanced Literature class. She was expecting him to be her professor,not her next-door neighbor.





	1. Chapter 1

**Author's Note:**

> I started working with a new RP Partner who is epically awesome - hope you like it! I am a sucker for teacher/student au's - beniciHOE

* * *

 

 

Ben, or Dr. Ben Solo, Ph.D. followed the same routine every day. Up at five, at the University by six-thirty, teaching Advanced Literature from eight to eleven Monday through Thursday. He left by three to be back at the apartment by four. There, he graded papers until seven or eight, ate dinner alone, scribbled poetry, showered, read a bit, then slept if he had the time.

 

He never went out, with the exception of the First Order Bar when a student produced an awful paper. He didn’t have any friends, Ben kept to himself. Some students were even scared of him; he graded harshly and was quiet but intimidating in the classroom. No one ever challenged Dr. Solo. This was his life, nothing ever changed. Until today. He noticed right away. When he entered the lecture hall, a new pair of eyes were looking at him. A few rows back from the front towards the left side. 

 

Who was this young woman? Ben always observed his students; he had never seen her before. He ran his hand through his jet black hair and straightened his thick-rimmed glasses of the same color before beginning the lesson. His eyes purposely avoided finding the girl’s again that day, for she would be the cause of his distraction. He found himself thinking about those new pair of eyes on his way home that afternoon, and he silently scolded himself for that. She had been a disruption to his routine, and it frustrated him.

 

When Rey signed up for his class she surely wasn’t expecting the handsome man that walked through the lecture hall. He was extremely tall, would positively dwarf her, and stood ramrod straight. He had long dark hair, nearly pitch black, that landed at his shoulders and adorable glasses perched on an elegant nose. Rey could see he had beauty marks dotting his face and wondered if they tapered down underneath his shirt collar. 

 

She shifted in her seat, thighs clenched together, this was going to be a long semester. Dr. Solo would surely be a huge distraction for her when she needed to pay attention. As class went on he rolled up his shirt sleeves to show off strong forearms and pale skin. A tattoo peeked out near his right elbow and  _ God _ , that was such a turn on. Rey wanted to know what other ink he had littering his skin, wanted to trace the dark lines with her tongue. And then she heard him speak…

 

He didn't even know the color of her eyes. He had tried not to pay any attention to the girl upon his entry, but in the moments he did fixate his dark eyes on her, he noticed soft little curls framing her face, and eyes that could pierce the soul. Ben couldn't catch any details, she was simply too far away. Had he conjured her up? Surely she would never return to that seat three rows from the front, second from the left side; a seat that had always remained empty because of the broken armrest. Ben often felt bad for the chair, it wasn't its fault that it was broken. But now, the girl with soft curls filled the space. In his journal, he only wrote one line before retiring to his bed earlier than normal.

 

_ I wonder her name and the color of her eyes. _ He simply wrote before laying down, without even the slightest thought that she could be just on the other side of the wall.

 

_ Thank God _ she was home. If she had to sit through  _ one more _ lecture today she would scream. Why she chose English as her major was beyond her. She loved it, she really did but the gen-ed classes were horrible. Listening to Professor Hux drone on and on in finance was a nightmare. Plus the other downside to it, it was a late class lasting from seven to nine forty-five. Never again would she be doing that but the thought of waking up any earlier then she had to made her want to sob.

 

She moved around the space by memory, kicking off her shoes and lingering at the refrigerator out of habit only to decide she wasn’t hungry. Rey plopped on her bed and groaned as she felt the tension leaving her body. The only good thing she had going for her this semester was her Advanced Lit class. _ Fuck _ , Solo was hot as hell. After listening to him speak, her panties were soaked through. She lingered behind waiting until everyone left to get up and leave, afraid she would leave a mark on her seat. 

 

Rey ground the heel of her hand into her pussy at the thought of him, the leggings she had on providing too many layers for her liking, mind providing - unbidden - the play of emotions on Dr. Solo’s face while he taught, the interest in his gaze. He was so enthusiastic when he was up at his podium. She’d get on her knees in an instant, even in front of the whole class if that’s what he wished. 

 

She wondered how big Ben really was, she knew what they said about tall guys. On edge and needy, Rey pushed down her leggings giving her enough room to spread her legs and run her fingers through the wetness that was flooding from her. She was glad she didn’t have an audience for this, the warmth pooling at the base of her spine letting her know she was about to come embarrassingly quick. 

 

She scrolled through her videos she would use on occasion still open on her browser one-handed, lingering on her favorites. If one of those videos happened to feature a tall man white alabaster skin then it was just a  _ major _ coincidence.  She went slow, teasing herself, trying to make it last despite the twitching in her legs. A groan fell from her lips at the thought of what it would be like to have her own hands wrapped around Ben’s cock, exploring.

 

Rey ran a feather-light touch across the expanse of her inner thigh, ghosting over the area in between her thighs. Her eyes fell closed, envisioning peeling away the layers of his clothing, slowly unbuttoning his shirt to reveal the strong shoulders she knew lay underneath. His chest was so broad only sufficing to make her heart beat harder as she ran a finger through the wetness that had gathered. Her entire body shuddered, dipping one finger inside, she clenched around it imagining how much Ben would stretch her out.   
  
A sinful smirk on his handsome face, teasing her relentlessly with the pivot of his hips as he tortured her by only giving her a couple inches. Her fingers circled her clit, sucking in a deep breath she threw her head back on the pillow wishing she could feel the way his sturdy abs would tense when she touched them. The thin trail of black hair leading to his thick cock - oh god she really hoped it was large - then as she was too busy admiring his body he would thrust home and she would never be the same. No cock in this world would ever fill her and stretch her as much as he would.

 

She moaned, his name spilling from her lips obscenely. Grimacing inwardly, she felt bad about her neighbor next door wondering if she was being too loud but there was no way she was going to stop now.

 

“Ben...oh God yes! Dr. Solo, please...harder!”

 

Sleep didn’t find Ben very easily. He watched the ceiling fan spin - an endless orbit with no goal in sight. Ben supposed that he felt like a ceiling fan sometimes. He rolled over to grab the small leather journal from his nightstand and added that he felt like a ceiling fan. Huffing, he rolled over again, shutting his eyes in an attempt to force the rest he desperately needed. Ben never gave himself enough credit for all the hard work he did. 

 

Surrendering to his brain, Ben allowed his mind to wander since sleep wasn’t going to take him any time soon. He thought about essays from students he needed to grade, as well as the upcoming curriculum for the rest of the semester. Another sigh left him and he struggled to relax. Ben closed his eyes again and tried to breathe, shrugging pent-up tension from his shoulders and letting his muscles go limp, wiggling his toes underneath the sheets before letting out another exhale.

 

Then, he heard something. No,  _ someone _ . A gentle moan of his name, followed by more frantic ones. They were pleading. His cock twitched in his boxers. Was he really that horny that his mind created a woman’s voice, begging for him? - God, it had been so long since he had sex. - And why did it say “ _ Dr. Solo _ ?” Why would the voice address him as a student would? It sounded so real, too. 

 

Frustrated with the fantasy voice that popped into his head, he stuck his hand in his boxers and gripped his now-aching cock. He finished quickly and quietly - thinking of no one in particular but rather getting rid of his ache - twitching and trembling in his dark bedroom, little grunts leaving him here and there. Once Ben was spent, he laid still, breathing heavily. A pair of eyes flashed across his mind and he was reminded of the new student. Ben buried his face into the side of his pillow in shame for thinking of her during an inappropriate moment. The release did make him sleepy, though, and he was able to drift off in no time.

 

Rey went limp, curled up in the sheets and feeling guilty all the while. She shouldn’t be thinking about her professor that way. That would never happen again but he was such a temptation that she knew she was lying to herself. Tomorrow she would go down to the bursar’s office to see if she could get her schedule switched around. If she didn’t she knew she would try something with Dr. Solo and she couldn’t get kicked out now. Not after she worked her ass off to get into college. It was her senior year and a man wasn’t worth the risk of losing it all. Right?

 

* * *

 


	2. Chapter 2

**Notes for the Chapter:**

> Two chapters in one day! :D - beniciHOE

* * *

 

 

Tuesday morning. He was halfway done since his class wasn’t on Fridays. He got up at five like usual, but this morning, Ben had a headache. It wasn’t pounding, but it was noticeable. He took a shower to see if it would ease the slight pain, and while it seemed to have worked for a little bit, it came right back once he got to school.

 

Ben settled in his chair for office hours, trying to organize some papers and jot down some points he would try to make in his lecture. He shook his head, taking an Advil. Hopefully, it would kick in before he reached the podium. Thinking of the lecture hall, he remembered the chair with the broken armrest and the student who now sat there. He needed to give her the books for the semester since she hadn’t arrived at the very beginning.

 

Was she on the roster? Ben typed viciously on his keyboard, looking through the list of newly enrolled students. He found three. Jasmine Somerfield, Becca Rhys, and Rey Kenobi. Well, that wasn’t good. They were all girls… how would he figure out which one to introduce himself to? They all needed the reading, but he wanted to speak to _her_. The girl in the broken seat.

 

Something about the name Rey stuck out. Rey. _Rey, Rey, Rey_. Was that her name? To be safe, Ben thought of a clever way to figure out which one was her. He copied the newly enrolled students in an email.

 

_Would the student sitting in the chair with the broken armrest yesterday please see me after class to get the reading. - Dr. Solo_

 

Okay, he knew that was somewhat awkward, but he had to try. He would give Becca and Jasmine the reading later, assuming that the mystery girl was Rey. Ben just wanted to know who she was and the color of her eyes. That was all, yup that’s it. He straightened his glasses and tie and walked in at exactly eight to begin.

 

Well that email was a bit weird, wasn’t it? Why was she being singled out like this? She couldn’t be the only new one in the class since this was add/drop week. Had she done something wrong? She locked her phone after reading the message and tucked it into her pocket wondering what was going on.

 

Tentatively, Rey walked into the room, pondering if she should take the same seat as last time then shook her head. _Duh, idiot, he already knows what you look like so what does it matter_? she thought to herself. Sliding into the seat gingerly so she doesn’t break the poor desk any further, she reached into her bag and pulled out her laptop to start taking notes. It was hard to concentrate worried about what would happen after class with Dr. Solo. Rey every now and then would sneak peeks over the top of her computer, staring at his plump lips, his firm ass, seriously Rey has never seen such a perfect ass like that on a man before...ever.

 

 _Fuck!_ She just locked eyes with him, okay, _act cool Rey_ , but it was too late and she could feel a formidable flush start from her cheeks and travel downward.

 

Ben liked to write in cursive, but there was always someone who raised their hand to say, _“Dr. Solo, I can’t read that.”_ Frankly, he found it quite annoying. But, reluctantly, he would erase his near-perfect penmanship and trade it for slightly messy print, black marker littering the clean whiteboard. Ben always wrote fast and diligently - his brain was often moving too quickly for his wrist to keep up.

 

After the scribble of words, Ben would often run a hand through his hair, turn to the class, and take a few questions before moving on with the topic. While answering a question, his eyes scanned the room and he noticed her. They locked eyes for just a fraction of a second. She had to be Rey, that had to be her name. Becca didn’t fit her, neither did Jasmine. She was different, and Ben knew that right off the bat. Why else would he be nervous and distracted by a new student? She had disrupted his routine _again_ , making him lose his train of thought in the middle of a fucking lecture. Impossible.

 

His eyes left hers quickly and he went on to answer more questions, collecting his thoughts. Before class was over, Ben gave his weekly writing prompt, something to get gears turning and give a small break from writing long essays and reports. His students normally enjoyed the weekly prompts, he didn’t grade them as stringently. It was a chance to get to know his students, too. Ben never prepared these, he always came up with them on the spot. Everyone knew that on Tuesdays, five minutes before class was over, Ben would stop abruptly, turn to the board, and write a sentence or two. Next Tuesday, they would hand it in.

 

 _A memory from another person’s point of view._ He wrote quietly, the students watching attentively. Ben dismissed class after that usually, unless he had an announcement to make. Right now, however, Ben was eager to dismiss them, hoping Rey, if that was her name, got his email. He was cleaning the board when she approached him and he turned around slowly, finally seeing her face up close.

 

Freckles, some darker than others, dotted soft skin, trailing over the bridge of her nose and under her eyes. They were hazel. A flattering shade of hazel. Fuck. Ben found his lips involuntarily parting as he looked at her for way too long. He shut them quickly, remembering.

 

“Shit, I forgot your reading. One moment.” Ben cursed before walking out of the lecture hall to retrieve her books. What was going on with him? She had an accent, a really nice accent. Fuck. Minutes later, he came back with three, handing them over to her. “Here. Sorry about that.”

 

_Dammit. Way to make a first impression. God._

 

Wow, what a dork! He was so adorable, the way he blushed and stuttered. It was extremely endearing. She reached for the books and put them behind her on one of the desks that held her belongings.

 

“Thank you, Dr. Solo. I’m sorry I didn’t stay back after class last time. You seemed to be in a bit of a rush and I didn’t want to interrupt,” she said bashfully. Rey stuck out her hand and watched as his engulfed hers. Strong, large hands that would feel wonderful on her breasts, hips, thighs...those long fingers in her. _Not a good time Rey_ , she chided herself.

 

They were still awkwardly holding hands, oh my god, Rey pulled back quickly and blushed, feeling the tips of her ears turn red.

 

“Sorry, Professor.”

 

Well, that was highly embarrassing. Before she even gave him the chance to reply she gathered up her messenger bag and slung it diagonally over her body, grabbed the books and headed out the door without a glance back.

 

 _Seriously, Benjamin? Smooth._ That was awful. He listened to her thanks before reaching for her outstretched hand, taking it in his. Her smaller hand was soft and warm to the touch and he immediately decided that he would very much like to hold it again. _No, stop._ Ben didn’t even realize he was looking at their hands together for just a second too long. Shit. Their hands fell as she pulled away and apologized. He watched as she gathered her things in haste - shit, he was messing things up already. She started for the door, and Ben cursed himself internally. He had forgotten to confirm her name. With confidence, he called to the doorway.

 

“ _Rey._ ”

 

“It is Rey, right?”

 

She slowly turned back around, reaching up to tuck a strand of hair behind her ear that fell free from one of her three buns. Rey could still feel the blush staining her cheeks and she ran her palm across one, scorching her.

 

“Yes, sir. I’m Rey.”

 

Rey turned to leave, she needed to get outside for some air. Once the coolness hit her overheated skin she let out a sigh of relief. God, he got her so riled up and from just a handshake. Putting her key in the ignition she drove the short distance home to her apartment and buzzed in, opening the main door to the building. What made her stop she wasn’t sure but she saw big bold block lettering from the list of names on the wall. She didn’t know who her neighbor was yet, she had been meaning to go over and introduce herself but now Rey was floored. The lettering spelled out Ben Solo.

 

Oh. My. God.

 

So, her name _was_ Rey. _Rey_ _Kenobi_. Ben liked the sound of it, how it was different from the others. Even at a distance, he could notice Rey’s reddened face as he watched as she tucked a strand of hair behind her ear. And when she turned to leave, he watched her go. Ben walked back to his office to finish up some things before heading home. He sat down and drummed his fingers on the desk, trying to get his mind in focus-mode.

 

Ben could not focus.

 

He supposed that maybe it was the freckles complimenting her skin and cheeks, or her eyes. Those hazel eyes that locked with his and made him lose his train of thought during a lecture. Maybe it was her accent, and the soft way she had said _professor_ and _sir -_  Ben always felt old when he was referred to as _“sir”_ . He was only twenty-nine. But the way _Rey_ said it made it kind of hot. Maybe it was the anticipation he felt as he hit the send button on that email this morning, his nerves getting the best of him, making him forget the reading he had pulled for her. Or maybe it was - _No. You need to stop thinking about this._ Still, Ben packed up and headed back to his apartment. He just needed to leave.

 

When he got upstairs to his apartment, 89B, Ben tossed his bag over on the couch, setting his keys on the counter and shrugging off his jacket. He needed to work - he’d wasted enough time as it was. He cleaned his glasses before putting them back on and opening his laptop to check emails. The tab of the newly enrolled students was still open. He hovered over Rey’s name, and against his better judgment, he clicked on it.

 

**_Kenobi, Rey.  
Senior - Abrams Johnson University_ **

**_Major: English_ **

**_Jakku Heights, 2187 Niima Way_**  
**Apt #88B**

 

Wait, what? Ben’s mind was deceiving him.

Maybe his headache was worse than he thought.

 

* * *

 


	3. Chapter 3

**Notes for the Chapter:**

> WOOTWOOT :D

* * *

 

 

Her hot as fuck professor lived next door. How was this her life? Wait...she knew the layout of these apartments. The first one she was shown was the one across the hall from Ben’s so surely his layout was the same  _ which meant  _ her bedroom fell flush with his, the only thing separating them was a thin as hell wall. There was no way...no way he heard her the other night? Did he? 

Rey cursed up and down, hoping against hope that he wasn't home at the time.  _ But wouldn’t it be hot if he heard you _ , she thought to herself. So yeah, it would but still, it was not okay! With her back to the wall she slowly let gravity win and scooted her way down until her bottom hit the floor with a soft  _ oof _ ...she really should get an area rug or something, this wood flooring was brutal. 

She brought her knees up to her chest, wrapping her arms around them, and rested her head against her hands. This shouldn’t be such a big deal. They barely said more than a few words to each other, only seeing one another twice. But the whole neighbor thing was a bit much…

Ben rubbed his hand over his face and up into his dark hair, cursing. Then, he refreshed the page, and Rey still lived next door. Maybe the address wasn’t right. He convinced himself that that was the case and with a shake of his head, he closed the tab and got to work on his lesson plans. 

He got up after a few hours to stretch and walk around a bit, not bothering to eat anything. He took another pill, the headache wasn’t terrible by any means, just a nagging sensation. During his small break, Ben was interrupted with a thought. If Rey  _ was _ his neighbor, was she…?  _ No. _ Wait.  _ No. _ He really did need to stop thinking like that. He made his way back to his place on the couch to continue working until nightfall.

This was so not a good idea but she was going to do it anyway because why not. There was no way he knew she was his neighbor, at least not right away unless he by chance stopped the same way she did. Wait, no, she was too new to the building so her name wasn’t up yet, just her apartment number.

Rey situated herself in bed the same way she was the night before. She didn’t need to open her computer screen because the image of him was seared into her memory. Plus, he was right next door and the thought of him being able to hear her, get off listening to her, almost made her come straight away. 

She blinked rapidly in utter disbelief, was she really going to try and seduce her professor? She couldn't suppress a gasp as she started to trail her fingers down her chest, stopping to run circles over her sensitive nipples. A wave of shame washed over her, Rey shouldn’t be doing this. She felt herself becoming so aroused from thinking about him and what it would be like to have him on top of her, her mind was made up. Rey would see this through to the end; she just had to be careful. 

Around eleven, Ben stopped working and cooked some food. It was so late, he probably shouldn't have bothered making himself anything, but he did anyway to try to clear and his mind. He made pasta out of a box - he knew how to make them from scratch, it was just too much effort and he did not have the energy. He ate alone by the dim kitchen light, and the food seemed to help alleviate his headache. Ben took his time in the shower to try and de-stress. He was always so stressed out. Ben rolled his shoulders back under the stream of hot water and sighed to himself. 

Getting into bed, he pulled his journal from the nightstand.  _ Rey. Hazel, brilliant blue, green, hints of gold. _ He wrote under his previous entry. The possibility of her being his neighbor made his head spin and he so wished that she wasn’t one of his students. If Rey was just his neighbor, maybe he would work up the nerve to talk to her. Maybe she would come inside and enjoy a meal with him, and maybe they would sit on the couch together and Ben could bring his guitar back out of storage and play for her. 

No, he needed to stop thinking about this, but there was just something about her.  _ Rey, the English major _ . He turned off the light in frustration, closing the journal quickly. He rolled over on his back, looking up at the ceiling again. 

 

* * *

 

Rey grabbed her vibrator wondering if Ben was still awake on the other side of the wall. She allowed her hand to caress her skin and awaken her yearning as he would, her fingers trailing across her body. Feeling her nipples stiffen Rey tweaked first one and then the other, thrilling at the jolt of pleasure that shoots through her. She thought of nothing else as her clit started to pulse and ache. In her mind Ben was directing her on what to do, that dark sinful voice commanding her…

_ ' _ _ Ahhh, Rey you look so fucking good' Ben sighed. 'Spread your legs. Show me how wet I make you.' _

Without relenting, she stretched her legs wide so she could rub and massage her cunt, just the lips to tease, every few seconds just a brush against her clit. At first the touch of her fingers directly onto her pussy, it’s a teasing welcome relief that quickly warms to that of insistent pleasure. But the feeling continues to arouse her further as she slid her fingers down her clit, letting them delve inside, burying them as far as she could reach.

_ 'Tease yourself. Show me how you turn yourself on...slowly. I want to see you on the edge of losing control.' _

Rey reached over to grab her vibrator laying next to her on the bed as she slowly moved her right hand down to her pussy once more, soaked just from thinking about Ben. She turned the vibrator on with her index finger and thumb, already making slow circles around her clit when the smooth buzzing makes contact and she lets out a sigh she didn’t realize she was keeping.

_ 'Tell me how it feels' Ben urges _ .

“Dr. Solo, please, I want you. I want you to fuck me...mmmm fuck…you feel so fucking good.”

The slow, wide circles gradually become faster, smaller, and her breathing follows suit. Heart beating, fluttering, in her chest.

Eyes closed, she continues the faster, smaller circles, bending her knees sometimes and moving her hips in a rhythm that doesn’t seem to make sense but feels just right, and oh - it makes sense to her.

“Oh God, yes! Professor, just like that..mmmm yeah keep doing that...”

Rey was dripping wet now as she began to ease the tip of the vibrator inside, groaning at the stretch. She pretends it’s him between her legs, setting the pace, that strangely perfect rhythm. She can feel the length of him, imaginary but vivid and true, pushing her into the bed. 

“Yes, Ben! Fuck me harder please, I’ve been such a good girl for you, let me come!”

Rey pictured Ben in his bed on the other side of the wall, clenching and unclenching his fists, his arms rigid at his sides as he fought the need to stroke his hard cock. That thought is such a turn on that she’s not sure she can hold out much longer. This vision of Ben, this feeling of him hard and rough but tender in a way that Rey thinks he would be, is all she needs and suddenly she is coming.

She rides the tidal wave of her orgasm full and strong, and in her mind, he is coming too, right there, within her filling her up to the brim. Breathing ragged, legs weak, arms shaking, nipples still taut and clit still throbbing. Her lips curl into a sated half-smile.

 

* * *

 

Ben tried not to think about Rey and the possibility that she could be right next door, he really did. So, he thought about - nothing. Literally, everything he tried to think of went back to their meeting earlier today, his hand taking hers, the soft gaze of her hazel eyes. Shit. 

He hadn’t been in a solid relationship for over three years, and honestly, he was fucking tired of it. And this, if he wanted to get to know her more, his own student, that would be putting them both at risk and he was up for tenure soon. He couldn’t afford to be thinking like this, dammit. 

Just then, he heard something coming from the other side of the wall. Fucking shit. She was doing this on purpose. He heard a soft moan and if that didn’t make him hard knowing it was Rey -  _ What the hell did she want from me? Fucking extra credit? _ He had yet to read an essay from her - maybe she was shit at them. What a joke. He wanted to hit the damn wall and yell at her to stop, but then again, he didn’t know  _ for sure _ that it was Rey. But he imagined it being her….shit! Why else would she be doing this if not to make sure she got through senior year?

Maybe she hated literature and wanted a free fucking ride. Not going to happen. Ben turned away from the wall, his cock still aching while he tried so hard to disregard everything happening on the other side. Hell, she was probably one of those girls who lingered in the bars and waited for a handsome man to take her home. Disgusting. He let out a beyond-frustrated sigh, squeezing himself through his boxers to try to ease his arousal. Ben ran a hand over his face, suddenly feeling guilty. Who was he to assume all those things about Rey? She was probably very intelligent. 

However, that didn’t change the fact that he was so confused about why she was doing this. He wasn’t an attractive guy from one of those bars. He was just Ben, a lonely professor who didn’t have a life and hadn’t talked to his parents in nine years. He heard Rey reach her breaking point and sighed, stroking himself quietly, careful not to make a sound. 

  
This was the last thing he wanted to be doing, but it was getting unbearable. Silence, minutes later. Ben couldn’t quite describe what he was feeling. Alone, maybe? What if all Rey wanted from him was extra credit or a free ride? He stared at the ceiling once more, eventually rolling to face the wall again and drift off to sleep.  _ Goodnight, Rey. _

 

* * *

 

 


	4. Chapter 4

* * *

 

“Rose you will not believe how hot my Lit teacher is!” Rey shouted enthusiastically into the phone. “No, I am not a hormonal teenager. Pftt, if you could see him you would be fangirling right along with me.”

In front of her, she was sorting out her weeks worth of laundry downstairs in the basement. One of the few reasons why she took this apartment was for the free washer and dryers downstairs, she hated having to lug all of her stuff to a laundromat. Rey threw the colors into one and the whites into another and hit start. These would take about a half an hour and then the drying process would begin so she had more than enough time to nag first Rose and then Finn on the phone. She would be gushing about her professor for a while. 

They’ve had a few more classes since then but to her utter disappointment he never called her after class to speak with her, never made eye contact with her. The class after she thought to rile him up through the wall, ugh she still can’t believe she did that, all he did was turn beet red when he saw her and then directed his eyes elsewhere. So much for her master plan…

“Yes, sweetie. I understand that I’m in college and not in high school. NO! I have not started drawing hearts with our names in them, shut up!”

She hopped up on the washer and hung up with her best friend, that conversation was definitely not going the way she expected. Maybe it was because Rose was a finance major and just too practical for her own good. She should be more outgoing like Finn and Poe, they were drama majors and didn’t have a shy bone in their bodies. 

Speaking of Finn, they haven’t spoken in a while, constantly out with his boyfriend Poe. At least  _ he _ would understand the importance of a hot guy. After the third ring, she heard his sing-song voice…

“Hiya Peanut! How have you been? Are you doing okay? Say the secret sentence if you’re in danger and I’ll be right there, Rey.”

“Is that the only reason why you’d think I’d call you, butthead? I just missed you! We haven’t seen each other in ages. You, Poe, and I should go out to dinner sometime soon, the first round is on you since you’ve kept me hanging for so long!”

“I miss you too, Peanut. And yes, yes, and yes. But… you bring a date? I know going with me and Poe isn’t always the most fun for you…”

“Are you kidding? I love going out with you guys buuuuut speaking of guys. I started taking English lit a few weeks ago with Dr. Solo and oh my god...have you ever seen him around campus?”

“Oh come on Rey, I know the way you watch me and Poe flirt when we’re out, and  _ I know  _ you want someone, too- wait. Dr. Ben Solo, Advanced Literature?”

“Yes! So you do know him. Thank god, Rose had no idea who I was talking about,” Rey threw her arms up animatedly for a second before bringing the phone back to her ear, “...isn’t he just tall, dark and handsome? What do you know about him?”

“I know that he’s a jackass, Rey. He may be tall, dark, and handsome, but whatever you’re thinking, stay the fuck away from him. I’m telling you, Peanut, that man has problems.”

“Finn, we all have problems. I’m sure he’s just a normal guy like everyone else. I think he’s just really shy around people in general. What’s wrong with trying to be friends with him? I mean, I know it would be risky to try anything else.”

“Rey, I don’t think he’s normal. Have you heard the stories? Rey, people are telling me he’s been through some deep shit. Oh please! You won’t try to be  _ just friends _ with him, I know you. Let him be your  _ professor _ , Rey. Not your friend.”

“ _ Ugh _ you’re such a cockblock sometimes, you know that.  _ Fiinnnneeee _ Finn, I won’t try and get close to Dr. Solo. Jerk. But hate to cut this off so soon but the timer just went off for my clothes. Text me when you and Poe are available to hang out, love you!”

Thank God it was a weekend. Ben had so much work to catch up on. He sat at the kitchen counter, flipping through stacks of paper. Being in the classroom was hard the past week, he knew Rey was still in class. His eyes avoided the seat with the broken armrest, and was glad she didn’t ask any questions, he didn’t want to have to deal with it. But everything would always go back to her hazel eyes, and Ben would feel slightly hurt again. 

He knew he shouldn’t like this girl - he was her  _ professor _ for crying out loud but he  _ did _ , he really did. And he didn’t know why. He sighed and began to grade some essays from a few weeks back. Soon, he found himself unable to focus, misspelling a note on an essay,  _ in pen _ . He got up, pushing the stool in rather roughly, slamming his hand down on the counter. He needed a break. Ben  _ really _ needed a break.

**  
** Ok, wait a minute. She checked her grades online while waiting for her laundry to finish and there was no way she should have been given a C. Especially on something that wasn’t meant to be graded so harshly, it was just a writing exercise. 

_ A memory from another person’s point of view.  _ That was the assignment. She tried to put him in her shoes. Rey chose one from when she was in Unkar Plutt’s care, if you could call it that. She wasn’t the only one in that home, her and four other children lived together. She would constantly be bullied and have to fight for what very little food she got. It was always hard to talk about it so the only way she could vent would be through her writing. 

So, to get a poor grade on something so personal to her was just out of the question. Her grammar was excellent, her punctuation on point, and her thoughts clear. If this was how he graded small assignments God only knew how badly he graded essays. Was he mad at her for something? Was he just going harder on her for some reason?

Maybe he would take a walk. Some fresh air would probably do him some good. Without a second thought, he put on his coat, grabbed his keys, and walked out of his stuffy apartment. He always kept it clean, it just seemed warm in there. He had just locked up and was making his way down the stairs - he never took the elevator unless he absolutely  _ had  _ to because once it got stuck and the person inside was there for five hours, that was  _ not _ going to be him - when he saw her. 

It was Rey, coming up the stairs with a basket of clean laundry. So it was her. Fucking hell. They locked eyes for just a moment as they passed each other, her hazel eyes looking into his chocolate ones. And then just like that, the moment was over and Ben was walking out into the lobby, shaking his head as he walked through the doors and down the street. 

He cursed inwardly, replaying that exact moment in his head over and over. He didn’t wave, nod, _anything._ _So fucking smooth, Ben._ It was funny, trying to take a walk to clear his head only to have it filled with the exact thing he didn’t want to be thinking about. Incredible.

What in the actual fuck is her life? Literally, from the basement, up the few flights of stairs, towards her door she was able to lose her key  _ and  _ her phone decided to die on her. She dropped her basket of clothes to the floor with a loud huff and leaned against the wall. Rey tried to ease the ache building between her eyes, rubbing at her temples to try and alleviate some of the pressure. 

Her day was going well until she decided to check her grades.  _ I blame Ben for this happening _ , she thought. If he didn’t give her the shitty grade then her mood wouldn’t have plummeted and she would have actually been paying attention.  _ And now  _ she couldn’t even knock on his door to ask for help. The people residing across the hall were never home, seriously weird people, and the super was off today. 

She plopped down to the floor and sat with her back against the wall. Guess she was going to have to wait until Ben got back.

Half an hour later, Ben walked back into the complex. He’d cut the walk short- it was kind of cold and he needed to finish grading. Ears red from the harsh temperatures, he began to walk up the few flights of stairs to 89B. He looked down, trudging along,  _ really  _ not looking forward to grading but he knew he had to. His eyes looked back up as he reached the final stair - and there she was. Rey, sitting on the floor in front of her apartment. His head tilted ever so slightly. What the hell was she doing? Then, he looked on the floor beside her - she must have tossed her phone away in frustration - and realized what had happened, suppressing a small smirk.

“Let me guess. Lost your key and your phone died.” Ben spoke, walking over to his door. “You check your laundry basket?”

“Uhmm, well..I-I didn’t plan this or anything if that’s what you’re trying to insinuate,  _ Professor _ . Don’t you think I checked everywhere first? I retraced my steps, looked under the machines downstairs, nothing,” her voice grew in volume as she went on. 

She stood up and picked up her basket, “Why would I even put my key in my basket when clearly,” a metallic sound hitting the hardwood floor made her blush crimson, “...I have pockets.”

Rey looked at the offensive small piece of metal and then back up at Ben. “Well then, this is a bit awkward.”

She picked it up with shaking hands and hastily grabbed her clothes, throwing them back into the basket and turned around. After a few failed attempts at trying to get the key into the hole, she whooped with excitement when it finally worked. Just as she was turning the key it snapped in two…

Ben could only smile when Rey’s key hit the floor.  _ One point Ben, Rey, zilch. _ He scoffed at her previous remark, shaking his head. He lingered outside his apartment door, amused. He was winning. Ben noticed the embarrassed blush on her face as she bent down to grab the small key. He studied her shaking hands as she tried it in her door. She was doing it wrong, her hands were too shaky. He decided against trying to help, this was too amusing to stop the fun now.

She finally was able to get it in - and the whole thing fucking snapped in two. Okay, maybe he should have helped, but Ben scoffed a laugh as she looked at the half-key in her hand in defeat. She was red with frustration and quite frankly, Rey looked like she was ready to pull her hair out. She shot daggers at him when he laughed, and Ben took this as the perfect opportunity to pull his keys from his pocket, opening his own door swiftly and with ease. He looked back at her, fighting another smirk.

“Come on, there’s a cold draft in the halls this time of year.”

Too proud to reply, she turned on her heel and made her way over to his door and swiftly walked through. Rey set her basket down on the floor next to the side of his couch and took a seat. 

“You know, if you would have just  _ helped  _ me instead of watching, I wouldn’t have to be a burden to you now. The super isn’t here today and I don’t have money for a locksmith so looks like you’re going to have a roommate for the night until I can get the spare tomorrow.” Okay, maybe this was working in her favor after all. Now she would be able to talk to him, get to know him,  _ flirt with him _ . She refused to believe Finn, this guy seemed harmless. 

Suddenly a cold breeze filled the room and she shivered, rubbing her hands up and down her arms. She only had a tank top on and the clothes she had were only pants, socks, and underwear. “Would you mind lending me a shirt for now? I’m freezing. I promise I’ll bring it back to you all clean and in perfect condition.”

Ben closed the door once Rey was inside.  _ Rey was inside his apartment. _ Holy shit. He set his coat along with his keys down on the kitchen counter, rolling his eyes as he walked into the small kitchen, listening to Rey’s complaints. 

“I didn’t think you needed help,” Ben called into the living area, getting two glasses down from the cabinet and filling them with water. He brought them out to her, setting it down on the coffee table in front of her. Ben noticed her shivering and huffed, walking back towards his bedroom and returning with a fleece blanket, tossing it over on the cushion beside her. 

“Ah, a burden you are indeed. And - you won’t have to stay here.. I’ll call Maz.” The thought of Rey  _ staying the night _ ? Absolutely not. He walked back over to the counter and grabbed his phone, dialing up an old acquaintance. He walked back into the living room as Maz answered the phone.

“Hey, Maz. I’ve got a slight issue,” He spoke, turning to Rey. “My  _ wonderful _ neighbor Rey has broken her key in the door and can’t get into her place.”

“Ben Soloooo!” A yell came from the other line and he was certain it was loud enough for Rey to hear. “Give me four hours. I have other things to do.”

“But Maz… can’t you just-”

“Four hours.” 

She hung up on him, unbelievable. Well actually, totally believable. He looked back over at Rey, who had heard the conversation. Shit. 

Rey pouted from the archway of the kitchen, “Am I that bothersome to you?”

She didn’t know why it hurt so much, the fact that he was trying to get rid of her as quickly as possible. She never felt wanted, never felt secure, even with Rose, Poe, and Finn she was always afraid they were going to leave her. Since she was abandoned by her own parents, Rey had never held onto anything too tightly, the pain too much to bear when someone ended up doing exactly what she expected them to do. 

Trying to fight back the unwelcome sting of tears, she plodded back over to the couch and stubbornly threw the blanket to the opposite side. _ You know what, forget this.  _ Rey stood up grabbed her clothes and walked out of his front door. If she was that annoying to him then why be around him at all?

Ben watched Rey get up to leave. He was so confused, what the hell? She left her dead phone on the couch, what was she doing? And - she wasn’t bothersome, Ben was trying to lighten the mood! Shit, this was why he never made jokes anymore. He put her phone on the charger in his kitchen before following her outside, shaking his head. “Rey-”

She was right back where she started, sitting stubbornly on the floor in front of her apartment door. He couldn’t help but smile. This time, it was softer.

“You, uh, left your phone. And it’s still cold out here. Join me back inside,” he reached down and extended his hand out to her, “...please.”

 

* * *

 


	5. Chapter 5

                                                           

* * *

 

 

“Well, it’s pretty obvious you don’t want me in there so just leave me alone, okay?” Rey sighed, toeing the carpet with her converse.

She was used to being unwanted so this was nothing new. Did she like it? No. Did it always happen? Yes. Why she even thought that anything could happen between them was beyond her. She probably wasn’t even his type, too short, small tits, brown hair. Rey just knew she was the polar opposite of his past girlfriends...

“I-I’m sorry Rey. I didn’t mean anything by it. I’ve known Maz my whole life and she can fix the lock for you. I just didn’t think you’d want to be stuck with me for god knows how long,” Ben simply stated.

Maybe Professor Solo was trustworthy, maybe she would ignore her gut reaction just this once and give in. With a long exaggerated sigh, Rey tentatively reached out her hand and placed it gently in his huge one. Was she making a huge mistake going back in there? It didn’t sound like he was too thrilled about this in the first place.

Ben looked down, feeling a bit awkward with his hand still outstretched to for her. There was silence for a few moments and he sighed, he should probably just go back in but he couldn’t just leave her out here alone.

Just then, something warm and soft found his hand. Ben looked up. He gave Rey a slight nod as she got up and they locked eyes. She was really _pretty_ . He liked her hair, up in interesting little buns. He also liked her face, too. He could spend _hours_ counting her delicate freckles. Ben wondered if they also dotted her chest and back since he could see them on her collarbone thanks to the tank top she was wearing. She was small, but Ben liked that about her - he could pick her up and carry her quite easily…

 _No. You’re doing a favor for your fucking neighbor._ He reminded himself. _And your student._

He walked back inside after Rey did, closing the door to keep out the cooler air. “I put your phone on a charger, it’s in the kitchen next to the stack of books on the counter,” Ben said as he noticed Rey picking up the blanket from the couch and looking under it. Even though she had asked for a shirt, Ben _really_ didn’t want to do that. Not because he was worried about it getting dirty or anything, but because she would probably look amazing in it and the possessive side of him would love it. He just knew she would.

“I would show you where the bathroom is,” Ben started, walking into the kitchen to grab the water he’d poured himself earlier. “But I’m pretty sure you’re already familiar with the layout of these apartments,” He said walking back over to the couch and picking up his laptop from the coffee table, moving it over to the bar counter and opening it up. He had things he needed to do, he wondered if it would be rude to work a bit. Probably not, it was his apartment anyway. Ben moved back over to the living area and sat in the loveseat across from the couch, figuring he should be less distant.

Rey wrapped herself up with the blanket and tucked her feet up under herself as she watched him work. It was calming, peaceful, like she could see herself doing this every day with him. She shook her head softly, from the vibes he was giving off it seemed that was not an option. Dozing off to the sound of his tapping a loud rumble startled her awake and realized it was her stomach. _If the floor could open up and swallow me whole right about now that would be great_ , she thought.

She looked sheepishly over to Ben, “I’m sorry. I’m like a bottomless pit when it comes to food and I haven’t eaten all day. If you’d like I can cook for us. Are you hungry?”

 

* * *

 

Sometimes, Ben hated his coworkers. They were just bothersome sometimes. He didn’t understand why they talked about things other than their jobs, why they copied him in “Jeff’s Dinner Party” and “Ken’s Retirement Plans!” emails. He couldn’t care less. Ben got to work, cleaning his inbox of all the nonsense. If it was school related, he kept it in a folder. If it was a baby shower invite, he trashed it. He often wondered why they even wanted to do anything with him - hell, he was probably just on the default faculty list.

The only acquaintances - if you could even call them that - were Hux, the finance professor, and Phasma, the head of the engineering department. Sometimes they engaged in friendly conversation, he supposed. Soon, Ben found himself fully engaged in an email response; he almost forgot that Rey was even there, just across from him. He glanced up at her, blinking. He’d been looking at the computer screen for way too long.

“Not really, but there’s tons in the kitchen. Sorry for not offering sooner- I really gotta get this sent out. Help yourself.” He nodded, feeling like an idiot.

Rey didn’t know if it was rude to go help herself or not, he did offer but she wasn’t one to take. “Are you sure? I don’t want to be a bother,” she asked.

“No, really, go ahead. It’s fine. I ate before I came home and I have a ton of food in there that will just go bad if someone doesn’t eat it, so help yourself,” Ben said assuringly.

Alright, well since he put it that way. She unwrapped herself from her cocoon and shivered from the instant temperature drop in the room. Rey walked to the kitchen and rummaged around the closets and found a box of mac and cheese. Ok, so it was non-perishable but she never passed this up when she found it, sometimes living off the single serving cups.

As she stirred the noodles in the boiling water she thought about how much she actually liked Ben, how he was such an enigma to her. Any time she tried to engage him he wouldn’t give her anything to work with. Maybe she should just give up in this fantasy of hers and then a thought came to her, it may have been a childish one in his eyes but whatever…

“Let's play 21 Questions!” she shouted out from the kitchen.

Ben didn’t hesitate in returning to his email, finishing it up quickly and sending it out. In the back of his mind, he felt extremely stupid, not offering Rey anything earlier. He did get her water, but he still felt bad being a poor host. No one ever came to his apartment.

And then Rey suggested that stupid party game. That stupid, useless party game. He shook his head, was she serious? He thought about it for a few moments, smelling the fucking box mac-and-cheese. Okay, he could make that from scratch. She probably didn’t even know what real pasta tasted like. _Here comes a thought_. Maybe that useless party game wasn’t so useless after all. He’d be talking to her, engaging in conversation. He called back to the kitchen, almost smiling.

“That stupid get-to-know-you party game? Okay, I’m down.” Ben answered after a pause.

“Awesome, alright. I’ll start. Do you have a girlfriend?” Rey asked. It wasn’t the smoothest way to go about this but it was the easiest.

She could hear Ben coughing from the couch and then stutter, “N-no, I don’t have a girlfriend. What do you do for fun?”

Score! She had a shot then. “I like fixing things, mostly muscle cars but I like anything that I can take apart and put back together again. I like the intricacy of it. I sometimes hang out with my friends Rose and Finn. There’s a bar not too far from here that we like to go to. Do you like to drink?”

A dark mood fell over Ben at her question. He hadn’t had a drink since...he shook his head to clear the dark memories bubbling up to the surface. “Not anymore. Do you have any brothers or sisters?”

She removed the pot from the stove and poured the pasta into the strainer she found, bounced it a couple of times to get the excess water out and then put it into a bowl to mix with the powdered delicious cheese. Rey wondered why he got so quiet after the question, the pause long and drawn out but she shouldn’t push, it wasn’t her place. He would tell her if he wanted to.

“None that I know of. I…” she could trust him, right? “...grew up in the foster system. I don’t know who my parents are and I have no information about them.”

 

* * *

 

_‘Do you have a girlfriend?’_

What. The. Hell. Ben coughed. _Smooth_. What was she trying to do, get them both in trouble? It seemed like an innocent question enough and what harm could it do to answer her. Between the question game and the- you know, the thin wall stuff, it was just abnormal. Not routine. Completely insane. And yet, he answered and kept the game going. This shouldn’t be happening.

As 21 Questions went on, Ben was surprised to learn that Rey could fix cars. That was pretty badass and totally unexpected. It was hot, actually. _No. Stop._ He was glad Rey was still in the kitchen, Ben was flustered. He needed to chill. Rey asked another question and he heard the water from the strainer being poured down the drain.

_‘Do you like to drink?’_

Ben closed his eyes, taking in a small breath. He shook his head before quickly answering. Then, before he could give himself a chance to think about it, he asked if Rey had any siblings. That’s when he found out she had grown up in the foster system. His heart sank. What sick bastards would abandon a child? Especially Rey. He tried not to think like that, it wasn’t his place. It was probably a sensitive subject, Ben wouldn’t mess with that any further. She didn’t have a family?

“Oh.”

Ben looked back up from his computer screen as Rey walked back into the living room with a big bowl of mac-and-cheese and an equally big spoon. He watched as she set the bowl down on the coffee table, situated herself under the blanket back on the couch and brought the bowl to her chest, smiling down at her cheesy masterpiece. Ben almost smiled, too.

“Don’t look at me like that,” Rey said around a mouth full of food. “I don’t need your pity. I’ve tried to come to terms with it mostly. It still bothers me but it’s something I can’t change or have any control over.”

“Who are your parents?” she asked.

She watched Ben rub the back of his neck and run his fingers through his hair and she picked up on that he does that when he’s nervous or uncomfortable.

“My dad’s name is Han and my mother’s name is Leia.”

“And are you close with them?” she was curious.

“I thought it was my turn now. Why did you choose English as your major?” Ben wanted to get off the topic off his parents as fast as possible.

“Because I love reading between the lines. I like getting to know the author’s deeper meaning and how so much can relate to life, love, the human condition. Most of the works that I love are still relevant today and it’s a bit sad how much they can relate to things going on in the world still,” Rey explained. “We haven’t grown as people.”

 

* * *

 

Ben looked down at the keyboard, not wanting to look back up at her in fear that his cheeks had turned a soft shade of pink. Her answer to his last question was extremely well-said and intelligent and honestly- Ben felt the same way, too. His favorite literary works often had many different meanings and were all important to him. He figured that that was why he wrote in his journal. To purge his thoughts and make room for more, get the deep poetic shit out before class. Honestly though, Ben didn’t think it was shit. It was calming to see his inner thoughts spill out onto cream-colored paper in black ink. He made a mental note to write about Rey and her mac-and-cheese and 21 Questions. Ben returned his gaze to her and nodded.

“That’s true. That was very well-said.” Shit, did that sound too professor-y?

This was going to be a long afternoon.

 

* * *

 


	6. Chapter 6

* * *

 

Rey could feel his eyes on her. The more they played the more she fell for him. She knew there was something he was hiding from her but she wouldn’t press for now. Her eyes were drawn to his lips and she could see that his pupils were dilated from what she hoped was arousal. She moved to the loveseat he was perched on after a while, daring to get closer to him. His chest rose and fell in a steady rhythm but the closer she got the more rapid it became.

Their faces were inches away now and she hoped she wouldn’t be making a huge mistake but she leaned in bringing their lips together in a gentle brush and Rey sighed gently against his full pouty lips. She leaned back and there was hope plastered on his face.

Ben was starting to really like her. Like,  _ really _ like her. They were well past twenty-one questions and he didn’t even notice the new flood of emails to his inbox; Ben had closed his laptop and set it to the side ages ago. He liked hearing her voice and the thoughtfulness that went into her answers. His eyes were fixated on hers as she talked about an old car she had trouble fixing. This was the longest he had ever spoken to somebody in a long time. He almost forgot that Rey was one of his students, she was his pretty new neighbor.

But then she got up from the couch and moved over to the loveseat. Ben kept his eyes on hers as she scooted closer, nervously still. They were inches apart and he could see the flecks of gold in her eyes. Before he had a chance to protest her lips were on his. They were soft, gentle. He closed his eyes, wanting nothing more than to run his fingers through her hair.  _ Dammit, Ben _ . He stiffened as she pulled away, his eyes still locked on hers in awe. But this was a fucking student.

“Rey- I- you’re my- what the fuck?”

Shit. Would that answer make her upset? He had to say something else, throwing caution to the wind.

“I liked that. But- we can’t - we could get in huge trouble. Fuck what was that?”

Rey felt silly, like a little girl that got caught with her hand in the proverbial cookie jar. She shouldn't have made a move, it was too soon.

“I just...I really like you, Ben. I thought it was mutual. The way you look at me in class...just now. Don’t you feel it?” 

“Don’t worry, I feel it too. But your my student and I’m your professor. There are laws in place against this. I’m up for review for tenure and I just can’t afford to mess that up right now. God, you have no idea how much I want you,” he confessed.

She made to straddle him, bringing her right leg over to rest next to his thigh. “What if we kept it a secret then? At least until I graduate, I only have this semester left and then we can truly be together. We live next door to each other. Who could possibly find out? It’s not like I’m in a dorm,” she was trying to use everything she could think of. Rey leaned in to kiss him again and could feel his hands on her. They traced down her spine, over her thighs, to come to a halt on her hips gripping tightly. 

Ben gently thrust up against her, he could feel the heat through his sweatpants, such a thin barrier to the place he wanted to be the most. He moaned at her taste, sweet as he thought she would be. He reached one hand up to undo one of her buns so he could wrap his hand in her silky hair.

Ben kept his eyes on her, God, this was so wrong. But he couldn’t help it, her inviting kiss welcoming him in. He could kiss her just like this for hours. His calloused hands roamed around her smaller body. She was so warm. Their tongues danced, oh this was so wrong. But there was no way in hell he was stopping now. 

He rolled his hips up against her while leaning up to find her lips again, becoming more and more aroused the longer he held her. He undid her buns, tossing her hair ties to the coffee table before running his fingers through her hair gently. Rey was beautiful. This was definitely going to be seen as a mistake later, but Ben didn’t care right now. He pulled away from the heated kiss to cup her cheek and ran his thumb across her jawline gently, looking into her eyes. Those hazel eyes.

Rey turned her gaze back over to Ben and her eyes met his once more. The hungry look he gave her made another bolt of arousal shoot through her. Surely her panties were soaked by now, possibly going through the cotton of her pants. She looked into those dark accessing eyes for a few seconds, but Ben quickly dropped his gaze to her lips as her tongue darted across them.  _ Such a lovely shade of pink _ , Ben thought, as she ran her tongue across them. 

_ Should I allow this? What was there to lose? What if she didn't like it? What if someone found out? I'm older than her, is that weird? I'm her teacher; this is definitely against company policy. _

Rey interrupted his thoughts by leaning in toward him again. Her eyes were staring right into his and Ben couldn't break her stare as she inched her lips closer towards his. He leaned in slightly, trying to decide if he should hold Rey’s eye contact or close his eyes when she brought her face to the side of his. 

Ben felt her nose brush against his cheek in a small semi-circle in an almost a nuzzling gesture. Rey put a hand on his neck and she lowered her face once more as she wrapped her fingers around the back of his head and pulled him closer. Then she put her lips on the side of his face lightly and brushed them back. He could feel her hot breath against the side of his face as she whispered to him. 

"It's entirely too quiet in here for you to be thinking so loud," Rey brushed her lips against Ben’s ear with each word. 

Ben blushed, his cheeks turning a deep shade of crimson.  _ Oh my god. _ Was this really happening? No, it couldn’t be. But it was. Shit. He closed his eyes as Rey leaned in to whisper to him, the little nuzzles of her nose calming him down.

“I-I don’t think we should do this,” Ben whispered, shaking his head. He had to trust his better judgment, this was too risky. His erection, however, thought otherwise. And - he did really want her, it was just so- complicated. He pulled away, looking down in shame. He couldn’t believe he just did that. But at the same time, he loved every second of it. It was exciting, really. 

Rey was right - he was thinking too much. He just needed to stop thinking. Ben reached up to tuck a strand of hair behind her ear. He paused for a moment.

“But it doesn’t matter right now,” He whispered again before crashing his lips into hers.

Not breaking the kiss, he leaned over to toss the pillows off of the loveseat, easing Rey down into the cushions gently. He sat between her legs, stopping to look at her. She was perfect, her hair splayed out like that. He leaned back over to meet her lips again, one hand cupping her face while the other played with the bottom of her tank top.

Warmth flooded his chest as Ben held her against him; and, their lips moved against each other, soft caresses of skin that folded into one another like perfect pieces of a puzzle. Rey’s body seemed to move under his touch, slightly turning one way and then the other. He kept his body flush with hers as the kiss became less soft and more passionate. Ben’s face felt hot as they embraced and their lips devoured each other's. 

Ben sucked in her bottom lip into his mouth and slid his tongue along it; the faintest taste of something sweet and all Rey lingered there. Then she caught Ben off guard as she pressed her tongue into his mouth and danced between his lips for a brief moment. He let his teeth scrape against her lips with each twist and turn of their mouths, desperately wanting more of her with each passing second. 

He wasn’t sure how she even managed to flip them over on the small couch. Rey’s breathing was ragged and Ben felt her heart beating in her chest nearly as fast as his. Rey finally pulled her lips from his and moved down his body to straddle his calves, panting as she stared down at him. Her chest heaved; causing Ben to stare at her perfect breasts pushed together from the bra she wore underneath her tank top. 

Rey moved back up again as her lips and tongue danced across Ben’s skin. She nipped at his neck and showered him with quick light delicate kisses. She began to unbutton the top of his shirt and continued her assault of kisses down the front of Ben’s chest. His muscles tightened and his skin tingled under her lips. Ben put his hand on the back of her head and felt her move lower with each button undone until finally the shirt was off and lips and tongue traveled along the top of his sweatpants. 

Ben thought it was at this point that they both noticed his cock was straining against the flimsy cotton. He wasn't sure exactly what to say when she saw it. It dawned on him that she may not have ever seen one before if she was a virgin. Rey looked excited and nervous all at the same time as she sat there staring at it. Ben sat up and helped her up, bringing her into another passionate kiss, careful to keep from pressing his erection into her. He begrudgingly broke away again and looked at her, unable to read her expression.

"Look, Rey, I just - I think we’re moving too fast. We should stop while we're ahead. Pick this up again when we're ready," Even as he explained it aloud, Ben felt opposing opinions forming up inside his body, each calling the other a bunch of dirty names.

She looked up at him and a smile spread across her face so big it was almost comical. Then she grabbed ahold of his cock and giggled. "Looks like you're ready now."

Ben tensed under her touch and felt his knees threaten to give out as the pressure from her hand sent a wave of pleasure throughout his body. "That's not what I meant," he managed.

"I know what you mean Ben. Thank you for saying that, but I know what I want, and you're going to let me have it," She almost sounded cocky.

"I see." Ben chuckled under his breath. "And what if I don't let you?"

"I'll just have to tie you up," She smirked at him.

"Kinky," he said in his best sexy voice.

She laughed and kissed Ben again. "Promise to take me out tomorrow?"

"It would be my pleasure," he said honestly as he gently kissed across her neck.

Rey’s laugh was so nice, it made Ben feel warm inside. Her skin was also warm, it tasted as real and pure as she was and Ben loved it. He would figure out the whole situation later; right now, he just wanted Rey. He tensed up under her touch, he could feel his muscles pulsing with every move Rey made. He continued to kiss her neck, nose brushing up against her skin. He smiled a bit and began to pull Rey’s tank top over her head. He tossed it to the side and looked at her.

“You’re perfect.” He whispered, kissing along her jawline, tangling his hand in her hair and tugging ever so slightly, moving to kiss down her neck and collarbone.

Ben gave her plenty of kisses up and down her neck, sucking, licking, and lightly biting as he went. She laughed and tried to push him away and turn her neck this way and that as he teased and tickled her with his mouth. She twisted and turned so Ben grabbed her hips to hold her still. Her squirming gradually stopped as Ben brought his lips lower down her neck over her collarbone and toward her chest. Instead of pushing him away, she hooked her legs on either side of Ben as his lips brushed against the exposed parts of her chest. He let his tongue leave small wet spots as he traced the strap of her bra. When he reached the bottom of her cleavage, he began the journey back up her smooth skin but she stopped him.

"No... more." She said breathily and emphasized her command by placing her hand on the back of his head. 

_ Who was I to deny to her what she wanted? _

Ben used his nose to nudge some of the fabric back and lavished her chest with his lips. He could tell by the pressure on the back of his head that she was clearly enjoying it; but, he had a feeling she wanted more. As if on cue, she shrugged her shoulder and tugged one side of the bra down. She had on a nude colored bra and it wasn't particularly sexy, it was practical, but cute in its own way. 

Ben again applied kisses along the border of clothing that kept his tongue at bay, but once he reached the bottom he let go of her hip and brushed his hands up her arm and over her shoulder until he had the strap in his fingers. Ben expected her to breathe heavier when he started to slide it over her shoulder; but, instead, he found that she was holding her breath. He ceased the removal of the strap and attempted to read the tone of her body for signs of unease or approval.

"Please…," She whispered so that Ben could barely hear her. "Don't stop."

Ben hooked his finger on the half removed strap and gently pulled it the rest of the way off. He let his lips and tongue slowly move the cup of her bra out of his way, now that there was nothing keeping it in place. Her chest didn't move. She had round perky breasts which probably could have foregone a bra altogether. Ben made small circles with his tongue, placing kisses as close as he dared. 

Rey began to twitch under his touch and moved anxiously, either on purpose or subconsciously, toward the direction of his mouth. He let a little self-control slip and sucked her nipple into his mouth, pressing his tongue hard against it. She let out a long breath and a content sigh. Ben felt her nails lightly scrape the back of his head as she grasped him and pushed her chest further out. Ben wouldn't have let go if he wanted to, and he didn't. 

_ Okay, this was amazing.  _ Her hands in his hair, running through the long strands. She was stunning, and the little noises she made were indescribable. He continued to worship her breasts, it didn’t bother him that they weren’t big at all, Rey was amazing. He hadn’t done this since college, and his excitement showed as he pressed little kisses all over her chest. He let his hands run up and down her sides gently, aligning their hips and moving slightly to get some friction. He grunted softly and whispered her name, leaning up to kiss her lips again.

“Tell me what you need, sweetheart.”

Rey at this point couldn’t even talk. His hands on her drove her to such an intense precipice of pleasure that she wanted whatever he would give her. 

Ben licked and sucked and nipped at her chest until it was a bright pink and glistening with his saliva. Rey was writhing on the couch against him. Now satisfied that he was pleasing her he snuck north for another kiss. She kissed him fiercely, her tongue darted into his mouth and her teeth captured his lips. Ben moaned and ran his hands up her legs. 

He either had completely forgotten or on some other layer of consciousness intentionally ignored the fact that she was in sweatpants and slowly pulled them down her golden skin. He was momentarily surprised when he ran his hands from her knees to her hips to find his fingers flush with the skin of her thighs, and the very tips of his fingers touching her silk thong. Rey took it in stride and moaned into his mouth at the sensation of his fingers gliding over her naked skin. 

Ben’s fingers were frozen in place, and his kisses slowed as he calculated his next move. Apparently, he wasn't thinking fast enough for Rey, so she grabbed one of his hands and tucked it between her thighs. She clenched her thighs together and released a short moan, and Ben quickly acquiesced to her demands and moved his hand against the material there. Rey opened her legs slightly and it allowed him more access to move freely. 

The first thing he noticed was how wet she was. The silky fabric was soaked through and as he slid his finger up and down the length of the material; she seemed to only get wetter. She mumbled a few words between kisses, but Ben didn't catch them and continued to explore the uncharted skin at his disposal. Ben noticed it was also completely smooth, he didn't feel any hair or stubble of any sort. Curious as to her grooming preferences, and almost without thought, Ben slipped his finger under the fabric and felt the wet skin to find it completely bare. 

_ How is any of this real? _ Ben thought and he looked up at Rey. Her eyes were closed and she let out a whine, trying to roll her hips up against his finger eagerly. It was the hottest thing he’d ever seen in his life, he ran his fingers through her wet folds experimentally, getting another whine from her. He removed his hand to slip the thong down her hips and legs before returning to her, letting two fingers massage her pussy. Ben briefly wondered if Rey enjoyed dirty talk. He ghosted his finger over her clit, pleased with the response he got from her and began to rub it gently as she continued to rotate her hips trying to chase after this euphoric feeling.

“Look at you...you’re so wet, baby.”

 

* * *

 

**Author's Note:**

> We live for comments!


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